Exhibit 10.9.1 


FIRST AMENDMENT TO EMPLOYMENT AGREEMENT


 


This FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
(this “Amendment”) is made as of June 13, 2014 by and between Microlin Bio, Inc., a Delaware corporation with
its principal business address at 135 East 57th St., 12th Floor, New York, NY 10022 (the “Company”), and Joseph
Hernandez, an individual residing at 635 West 42nd Street Apt. 11K (the “Executive”).


 


WHEREAS, the Company and the Executive are
parties to that certain Employment Agreement, dated as of July 15, 2013 (the “Agreement”); and


 


WHEREAS, the Company and the Executive desire
to amend and modify the Employment Agreement.


 


NOW, THEREFORE, in consideration of the
mutual promises hereinafter set forth and for other good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties agree as follows:


 


1.                 
Defined Terms. Capitalized terms used and not otherwise defined herein shall have the meanings given to such terms
in the Agreement.


 


2.                 
Amendment to Compensation. Section 4.1 of the Agreement is hereby amended by deleting Section 4.1 in its entirety
and inserting in place thereof the following:


 


4.1 Salary. The Company shall pay the
Executive an annual salary of $460,000, to be paid in accordance with the Company’s payroll practices commencing immediately
at the Commencement Date and continuing until the closing of the Company’s initial public offering of shares of its common
stock (the “Initial Public Offering”). Effective immediately upon the closing of the Initial Public Offering,
the Executive’s annual salary shall be reduced to $395,000, to be paid in accordance with the Company’s payroll practices
and continuing for the duration of the Employment Period. Such salary as then in effect is referred to in the Agreement as “Annual
Salary.” The Executive shall be subject to Annual Salary review by the Board.


 


3.                 
Continuing Effect; No Other Amendments. Except as expressly amended hereby, all of the terms and provisions of the
Agreement are and shall remain in full force and effect. Each reference that is made in the Agreement shall hereafter be construed
as a reference to the Agreement as amended hereby.


 


4.                 
Further Assurances. Each of the parties hereto shall, from time to time at the request of the other party, furnish
the other party such further information or assurances, execute and deliver such additional documents, instruments and conveyances,
and take such other actions and do such other things, as may be necessary to carry out the provisions of this Amendment and give
effect to the transactions contemplated hereby.


 


5.                 
Miscellaneous.


 



 


(a)               
Binding Effect. This Amendment will be binding upon and inure to the benefit of both parties and their respective
successors and assigns.


 


(b)              
Entire Agreement; Amendments. This Amendment constitutes the entire agreement between the parties and supersedes
all prior agreements and understandings, whether written or oral, relating to the subject matter hereof. This Amendment
may not be amended orally but only by a written agreement signed by the Company and the Executive.



 



    	 



    	 



    

 


(c)               
Governing Law. This Amendment shall be construed, interpreted and enforced in accordance with the laws of the State
of New York, without regard to its conflicts of laws principles.


 


(d)              
Counterparts. This Amendment may be executed in two counterparts, each of which will be deemed an original, but all
of which together will constitute but one and the same instrument.


 


[signature page follows]






    	 



    	 



    

 


 




IN WITNESS WHEREOF, the parties hereto have
executed this Amendment as of the date and year first set forth above.








	 	MICROLIN BIO, INC.
	 	 
	 	By: 	/s/ Joseph Hernandez
	 	 	Joseph Hernandez
Executive Chairman




 

	 	EXECUTIVE
	 	 
	 	By: 	/s/ Joseph Hernandez
	 	 	Joseph Hernandez